2020-068 Schedule ATHIS AGREEMENT, dated this ______ day of _______, 2020
B E T W E E N
THE CORPORATION OF THE TOWN OF TILLSONBURG
(hereinafter "the Town of Tillsonburg" )
- and -
THE MULMUR-MELANCTHON FIRE BOARD
(hereinafter “The Mulmur- Melancthon Fire Board”)
13 July
WHEREAS:
1. Pursuant to the provisions of the Municipal Act, S.O. 1991, c. 25, as amended, the
parties have enacted By-laws to authorize an agreement between the parties;
2. The Fire Protection and Prevention Act, S.O. 1997, c. 4, as amended, authorizes a
municipality to provide and/or receive fire protection services to or from other
municipalities;
3. The Town of Tillsonburg operates fire protection services and holds fire
protection assets including fire communications personnel and equipment suitable
to meet municipal responsibilities required by the Fire Protection and Prevention
Act, through a fire department situated within the Town of Tillsonburg;
4. The Town of Tillsonburg has agreed to provide such Fire Communications
services to the Township of Mulmur-Melancthon Fire Board
NOW THEREFORE, in consideration of the mutual covenants and agreements herein
contained, the parties agree as follows:
Services Provided:
5. The Town of Tillsonburg shall supply fire communications services to the
Mulmur-Melancthon Fire Board the particulars of which are as described in
Schedule "A" to this agreement.
6. The fire communications services provided by the Town of Tillsonburg shall
comply with the Standard Operating Guidelines, which regulate the operation and
maintenance of the Tillsonburg Fire & Rescue Services Fire Communications.
Consideration:
7. The Mulmur-Melancthon Fire Board shall pay fees to the Town of Tillsonburg as
described in Schedule "B" to this agreement.
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Term:
8. This agreement shall remain effective for a period of three years from the date of
signature. If not expressly renewed in writing or supplanted by a succeeding
agreement, this Agreement shall be deemed to have been automatically renewed
for a period of indefinite duration unless and until one of the parties provides
written notice of termination as contemplated in paragraph nine below.
9. Notwithstanding the provisions of paragraph eight above, any of the parties may
withdraw from this Agreement upon providing twelve months written notice to
the other parties (hereinafter “the party or parties withdrawing”).
Service Commencement Date:
10. The Town of Tillsonburg shall provide fire communications services in
accordance with this agreement effective on August 1, 2020.
Indemnity and Limitation of Liability:
11. The parties agree to indemnify and save each other harmless, along with their
respective councillors, officers, employees and agents from any liability, action,
claim, loss, damage, payment, cost, fine, fine surcharge, recovery or expense,
including assessable legal fees arising out of the performance of their respective
obligations under this Agreement, save and except in respect of any liability,
action, claim, loss, damage, payment, cost, fine, fine surcharge, recovery or
expense, including assessable legal fees, directly attributable to, arising from, or
caused by the negligence or breach of contractual obligation hereunder by any
party hereto.
12. Notwithstanding that set forth in paragraph eleven above, the parties agree that no
party or parties shall be held responsible for damages caused by delay or failure to
perform its or their undertakings under the terms of the agreement when the delay
or failure is due to fires, strikes, floods, acts of God or the Queen’s enemies,
lawful acts of public authorities, or delays or defaults caused by common carriers
which cannot reasonably be foreseen or provided against.
13. Notwithstanding any other provision in this contract or any applicable statutory
provisions, none of the parties shall be liable to any other party for special or
consequential damages or damages for loss of use arising directly or indirectly
from any breach of this contract, fundamental or otherwise, or from any tortious
acts or omissions of their respective employees or agents, save and except when
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such damages or losses are directly attributable to, arise from, or are caused by the
breach of contractual obligation, fundamental or otherwise, or from any tortious
acts, including negligence, by any party or parties hereto, including its or their
respective employees or agents. Without limiting the generality of the foregoing,
the parties specifically agree that the Town of Tillsonburg shall not be liable for
any damages arising as a result of any injury or damage caused or sustained by
personnel, apparatus, or equipment of the fire department of the Mulmur-
Melancthon Fire Board while engaged in the provision of fire protection services.
Nothing in this provision shall be interpreted to affect or interfere with the right of
any of the parties to take action to enforce the terms of this Agreement.
14. The parties hereto agree that no provision herein, or any part thereof, shall be
interpreted or act so as to affect, restrict, prohibit, or interfere with the right of any
party or parties hereto, either individually or in combination, to demand or
otherwise take action or commence proceedings to enforce the terms of this
Agreement.
Amendment:
15. The parties may amend this agreement from time to time by further written
memorandum.
16. Should any of the parties wish to amend the terms of this agreement, it shall
provide a minimum of thirty days written notice to the other party of the proposed
terms of amendment.
Dispute Resolution:
17. In the event that a dispute arises or disputes arise between the parties which
cannot be resolved, the parties shall submit the dispute or disputes to arbitration
using the procedure set out in the Municipal Arbitrations Act, R.S.O. 1990, c. M -
48, as amended.
18. In the event that a dispute or disputes is submitted for arbitration, the decision or
decisions of the arbitrator shall be final and binding upon the parties to this
agreement.
19. In the event that arbitration cannot be conducted using the procedure set out in the
Municipal Arbitrations Act, the parties shall select a single arbitrator, and in the
absence of agreement on an arbitrator, the arbitrator shall be nominated by a
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justice of the Superior Court of Justice of the Ontario Courts under the procedure
set out in the Arbitration Act, S.O. 1991, c. 17, as amended.
General Provisions:
20. This agreement is not assignable without the written consent of the parties. A ny
attempt to assign any of the rights, duties or obligations of this agreement without
written consent is void.
21. This agreement shall not be in force, or bind any of the parties, until executed by
all the parties named in it.
22. This agreement shall take effect upon its execution by the authorized
representative or representatives of the Town of Tillsonburg and the Mulmur-
Melancthon Fire Board.
23. Any notice under this agreement shall be sufficiently given by personal delivery
or by registered letter, postage prepaid and mailed in a Canadian post office,
addressed, in the case of notice to the Town of Tillsonburg, to the municipal
offices of the Corporation of the Town of Tillsonburg and, in the case of notice to
any of the Mulmur-Melancthon Fire Board, to the respective municipal office of
the Mulmur-Melancthon Fire Board, or to any other address as may be designated
in writing by the parties, and the date of receipt of any notice by mailing shall be
deemed conclusively to be ten days after the mailing.
24. No change or modification of this agreement (including the schedules to this
agreement) shall be valid unless it be in writing and signed by each party.
25. The Town of Tillsonburg and the Mulmur-Melancthon Fire Board agree that no
representation, statement or agreement, other than those set out in this agreement,
shall be binding upon the parties unless expressed in writing, signed by an
authorized representative or by authorized representatives of each and purporting
to be expressed in modification of this agreement.
26. The parties agree that each of them shall, upon reasonable written request of the
other, do or cause to be done all further lawful acts, deeds and assurances
whatever for the better performance of the terms and conditions of this agreement.
27. It is intended that all provisions of this agreement shall be fully binding and
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effective between the parties, but in the event that any particular provision or
provisions or a part of one is found to be void, voidable or unenforceable for any
reason whatever, then the particular provision or provisions or part of the
provision shall be deemed severed from the remainder of this agreement and all
other provisions shall remain in full force.
28. This agreement shall be governed by and construed in accordance with the laws
of the Province of Ontario.
29. Subject to the restrictions on transfer and assignment, this agreement shall endure
to the benefit of and be binding on the parties and their respective successors and
assigns.
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SCHEDULE “A”
The Town of Tillsonburg shall provide the following services and facilities:
1. A 24 hour, seven days a week, 365 days a year answering service, alert paging service
and base radio communications dispatch service fully integrated with a Computer
Aided Dispatch (CAD) system.
2. A base station manufactured and installed to industry standards complete with the
Mulmur-Melancthon Fire Board Fire Department Dispatch frequency. The Town of
Tillsonburg shall operate and maintain these services and facilities from two primary
public safety communications consoles located in a municipally owned building at 80
Concession Street, East, Tillsonburg. The building shall be equipped with an
automatic transfer emergency generator. In the event of system maintenance and/or
upgrades, all parties affected shall be granted prior notification when possible.
3. An emergency (third) backup base station manufactured and installed to industry
standards complete with the Mulmur-Melancthon Fire Board Fire Department
Dispatch frequency. The Town of Tillsonburg shall operate and maintain these
services and facilities from a public safety communications console located in a
municipally owned building at 10 Lisgar Ave, Tillsonburg. The building shall be
equipped with an automatic transfer emergency generator. In the event of system
maintenance and/or upgrades all parties affected shall be granted prior notification
when possible.
4. Answering, alerting and radio communications dispatch equipment shall be staffed
continuously by personnel trained to the core competencies outlined in Ontario Fire
Service Communicators Standard and the National Fire Protection Association
(NFPA) 1061 Standard for Professional Qualifications for Public Safety
Telecommunicators.
5. Transmission of information shall be seamless from when the information is received
from the Public Safety Answering Point (PSAP) until the time an emergency is
terminated by the Incident Commander and shall be provided in accordance with the
time targets specified within NFPA 1221. Seamless is defined to mean without
interruption and continuously from the initial call until the satisfactory resolution of
the incident.
6. All emergency incident information shall be logged on the CAD system by the
communicator and all telecommunications shall be captured on a digital voice
recorder. At the completion of the event a detailed incident report shall be collated
and forwarded to the Mulmur-Melancthon Fire Board Fire Department via email or
other means as arranged between the parties within four hours of termination of
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command. All audio transmissions shall be recorded from licensed dispatch channels
and dedicated phone lines and shall be available to the Mulmur-Melancthon Fire
Board Fire Department upon request as arranged between the parties. Recordings
shall be made on non-interruptible, non-erasable media. All records including digital
voice recordings shall be maintained for a period of two years.
7. Upon the request of the Incident Commander for any additional resources or to relay
emergent messaging to other persons, the fire communicator shall relay such requests
in a prioritized fashion via telecommunications equipment and shall report
confirmation of same to the Incident Commander.
8. Testing of paging system equipment shall be provided as arranged by the parties.
9. The Mulmur-Melancthon Fire Board Fire Department shall provide the following
without cost to the Town of Tillsonburg:
a. All GIS mapping for its protection area / response zone
boundaries.
b. All radio transmitting and receiving equipment, licensing
and maintenance of same external to the boundary of the
Town of Tillsonburg.
c. Routing of Emergency 911 telecommunications from the
Public Safety Answering Point (PSAP) and the Central
Ambulance Communications Center (CACC) as required to
meet the approved fire protection services provided by the
Municipality for its fire protection area / response zone
boundaries inclusive of all required ANI/ALI, GIS mapping
and all site location information so that it is seamlessly
transmitted to the Secondary Public Safety Answering
Point (SPSAP) serving the Tillsonburg Fire
Communications Division.
d. The Town of Tillsonburg assumes no responsibility with
respect to quality of the data received in sections 9.a., 9.b.
and 9.c.
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SCHEDULE “B”
FEES TO BE PAID BY THE MULMUR-MELANCTHON FIRE
BOARD TO THE TOWN OF TILLSONBURG
1. The Fee Structure contained within this Agreement is predicated upon
the contractual participation of the Mulmur-Melancthon Fire Board for
a period of not less than three (3) years starting August 1, 2020.
2. The Mulmur-Melancthon Fire Board Fire Department shall pay to the
Town of Tillsonburg an annual fee of $5.19 plus tax (if applicable) per
resident person residing within the response area of the Townships of
Mulmur & Melancthon. Quantification shall be based upon the most
current Canada census report. For 2020, the population dispatched is
2100. As of August 1,2023, the annual rate shall be $2.76 plus tax (if
applicable) per resident residing within the response area of the
Townships of Mulmur & Melancthon, and subject to the rate increase
of Cost of Living Adjustment (COLA), if any, effective from August
1, 2020 to July 21, 2023, as calculated pursuant to paragraph 3 herein,
and subject to any costs associated to implement Next Generation 911
services for the portions of the Townships of Mulmur and Melancthon
serviced by the Mulmur/Melancthon Fire Department pursuant to
paragraph 6 herein.
3. The Mulmur-Melancthon Fire Board shall pay an annual adjustment
for years two (2) and three, effective on August 1st of each year. The
adjustment shall be based on the year to year unadjusted Consumer
Price Index (CPI) (CPI Index-All Items – Ontario) published by
Statistics Canada, to a maximum of 5% each year as of April 15th, of
each year.
4. The Mulmur-Melancthon Fire Board shall tender payment to the Town
of Tillsonburg in quarterly installments, to be invoiced by the Town of
Tillsonburg four (4) times each year to the Township of Mulmur
Melancthon.
5. The Mulmur-Melancthon Fire Board may extend the term of this
agreement by one (1) or two (2) years. The Mulmur-Melancthon Fire
Board shall pay an annual adjustment for years four (4) and five (5),
effective on August 1st of each year. The adjustment shall be based on
the year to year unadjusted Consumer Price Index (CPI) (CPI Index-
All Items – Ontario) published by Statistics Canada, to a maximum of
5% each year, as of April 15th, of each year.
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6. The Mulmur-Melancthon Fire Board agrees to pay for costs associated
with implementing Next Generation 911 services for the Township of
Mulmur Melancthon. These fees will be based on a cost recovery / per
capita model if the Mulmur-Melancthon Fire Board is under contract
when Next Generation 911 is implemented in Tillsonburg FireComm.
The Town of Tillsonburg will work closely with all stakeholders to
keep them apprised of anticipated costs and dates.